Energy Transfer Partners Reports Fourth Quarter and Annual Results

Adjusted EBITDA for the three months ended December 31, 2012 totaled
$948 million, an increase of $455 million over the three months ended
December 31, 2011. Distributable Cash Flow for the three months ended
December 31, 2012 totaled $488 million, an increase of $169 million over
the three months ended December 31, 2011. Income from continuing
operations for the three months ended December 31, 2012 totaled $334
million, an increase of $118 million from the three months ended
December 31, 2011.

Adjusted EBITDA for the year ended December 31, 2012 totaled $2.74
billion, an increase of $963 million over the year ended December 31,
2011. Distributable Cash Flow for the year ended December 31, 2012
totaled $1.49 billion, an increase of $335 million over the year ended
December 31, 2011. Income from continuing operations for the year ended
December 31, 2012 totaled $1.76 billion, an increase of $1.06 billion
over the year ended December 31, 2011.

The quarter ended December 31, 2012 included the following significant
achievements:

Sunoco Merger. On October 5, 2012, ETP completed its merger
with Sunoco, Inc. ("Sunoco"). Under the terms of the merger agreement,
Sunoco shareholders received 54,971,725 ETP Common Units and $2.6
billion of cash. Prior to the contribution of Sunoco to Holdco, as
discussed below, Sunoco contributed $2.0 billion of cash and its
interests in Sunoco Logistics Partners L.P. ("Sunoco Logistics") to
ETP in exchange for 90,706,000 Class F Units representing limited
partner interests in ETP ("Class F Units"). The Class F Units are
entitled to 35% of the quarterly cash distribution generated by ETP
and its subsidiaries other than Holdco, subject to a maximum cash
distribution of $3.75 per Class F Unit per year, which is the current
distribution level. As a result ETP, now owns the general partner
interest, 100% of the incentive distribution rights, and 33,350,637
common units of Sunoco Logistics. Due to this ownership, ETP
consolidated Sunoco Logistics into its financial statements as of the
merger date.

Holdco Transaction.Immediately following the closing of
the Sunoco Merger, Energy Transfer Equity, L.P. ("ETE") contributed
its interest in Southern Union Company ("Southern Union") to ETP
Holdco Corporation ("Holdco"), an ETP-controlled entity, in exchange
for a 60% equity interest in Holdco. In conjunction with ETE's
contribution, ETP contributed its interest in Sunoco to Holdco and
retained a 40% equity interest in Holdco. Pursuant to a stockholders
agreement between ETE and ETP, ETP controls Holdco. Consequently, ETP
consolidated Holdco (including Sunoco and Southern Union) in its
financial statements subsequent to the consummation of the Holdco
Transaction. In connection with this transaction, ETE relinquished its
rights to $210 million of incentive distributions from ETP that ETE
would otherwise be entitled to receive over 12 consecutive quarters.

Strategic Asset Sale. In December 2012, Southern Union entered
into a purchase and sale agreement pursuant to which subsidiaries of
Laclede Gas Company, Inc. have agreed to acquire the assets of
Southern Union's Missouri Gas Energy and New England Gas Company
divisions. Total consideration is expected to be $1.04 billion,
subject to customary closing adjustments, less the assumption of $19
million of debt. For the period from March 26, 2012 to December 31,
2012, the distribution operations have been reclassified to
discontinued operations. The assets and liabilities of the disposal
group have been reclassified and reported as assets and liabilities
held for sale as of December 31, 2012.

Lone Star Fractionator. In December 2012, we announced that
Lone Star's 100,000 Bbls/d NGL fractionation facility at Mont Belvieu,
Texas is now in service. We will utilize a substantial amount of this
fractionation capacity to handle NGL barrels we will deliver from the
new processing facility we plan to build in Jackson County, Texas, a
facility supported by multiple 10-year contracts with producers as
part of our Eagle Ford Shale projects.

An analysis of the Partnership's segment results and other supplementary
data is provided after the financial tables shown below. The Partnership
has scheduled a conference call for 8:30 a.m. Central Time, Thursday,
February 21, 2013 to discuss the 2012 results. The conference call will
be broadcast live via an internet web cast which can be accessed through www.energytransfer.com
and will also be available for replay on the Partnership's website for a
limited time.

Adjusted EBITDA and Distributable Cash Flow are non-GAAP financial
measures used by industry analysts, investors, lenders, and rating
agencies to assess the financial performance and the operating results
of the Partnership's fundamental business activities and should not be
considered in isolation or as a substitute for net income, income from
operations, cash flows from operating activities, or other GAAP
measures. A table reconciling Adjusted EBITDA and Distributable Cash
Flow with appropriate GAAP financial measures is included in the
summarized financial information included in this release. Beginning
with the quarter ended December 31, 2012 and applied retroactively to
all periods presented, the Partnership has revised its calculation of
Adjusted EBITDA and Distributable Cash Flow. (See notes under
“Supplemental Information” for further information.)

Energy Transfer Partners, L.P. (NYSE:ETP) is a master limited
partnership owning and operating one of the largest and most diversified
portfolios of energy assets in the United States. ETP currently has
natural gas operations that include approximately 24,000 miles of
gathering and transportation pipelines, treating and processing assets,
and storage facilities. ETP also owns the general partner interests,
100% of the incentive distribution rights, and a 32.4% limited
partnership interest in Sunoco Logistics Partners L.P. (NYSE:SXL), which
operates a geographically diverse portfolio of crude oil and refined
products pipelines, terminalling and crude oil acquisition and marketing
assets. ETP also holds a 70% interest in Lone Star NGL, a joint venture
that owns and operates natural gas liquids storage, fractionation and
transportation assets in Texas, Louisiana and Mississippi. In addition,
ETP holds controlling interest in a corporation (ETP Holdco Corporation)
that owns Southern Union Company and Sunoco, Inc. ETP’s general partner
is owned by Energy Transfer Equity, L.P. (NYSE:ETE). For more
information, visit the Energy Transfer Partners, L.P. website at www.energytransfer.com.

Energy Transfer Equity, L.P. (NYSE:ETE) is a master
limited partnership, which owns the general partner and 100% of the
incentive distribution rights of Energy Transfer Partners,
L.P. (NYSE:ETP) and approximately 50.2 million ETP limited partner
units; and owns the general partner and 100% of the IDRs of Regency
Energy Partners LP (NYSE:RGP) and approximately 26.3 million RGP limited
partner units. ETE also owns a non-controlling interest in a corporation
(ETP Holdco Corporation) that owns Southern Union Company and Sunoco,
Inc. The ETE family of companies owns approximately 69,000 miles of
natural gas, natural gas liquids, refined products, and crude pipelines.
For more information, visit the Energy Transfer Equity, L.P. website at www.energytransfer.com.

(1) In accordance with generally accepted accounting
principles, amounts previously reported for interim periods in 2012 have
been revised to reflect the retrospective consolidation of Southern
Union into ETP as a result of the Holdco Transaction as the transfer of
Southern Union into Holdco met the definition of a transaction between
entities under common control. Thus, Southern Union is retroactively
consolidated beginning March 26, 2012, the date that ETE completed its
merger with Southern Union.

SUPPLEMENTAL INFORMATION

(Dollars in millions)

(unaudited)

Three Months EndedDecember 31,

Years EndedDecember 31,

2012

2011

2012 (a)

2011

Reconciliation of net income to Adjusted EBITDA and Distributable
Cash Flow (b):

Total distributions to be paid to the partners of ETP and
noncontrolling interests

$

519

$

332

$

1,595

$

1,239

(a) In accordance with generally accepted accounting principles, amounts
previously reported for interim periods in 2012 have been revised to
reflect the retrospective consolidation of Southern Union into ETP as a
result of the Holdco Transaction as the transfer of Southern Union into
Holdco met the definition of a transaction between entities under common
control. Thus, Southern Union is retroactively consolidated beginning
March 26, 2012, the date that ETE completed its merger with Southern
Union. Southern Union's Adjusted EBITDA and Distributable Cash Flow
(both including acquisition-related expenses) for the period from March
26, 2012 through September 30, 2012 was $275 million and $82 million,
respectively. Acquisition-related expenses at Southern Union for the
period from March 26, 2012 through September 30, 2012 were $57 million.

(b) The Partnership has disclosed in this press release Adjusted EBITDA
and Distributable Cash Flow, which are non-GAAP financial measures.
Management believes Adjusted EBITDA and Distributable Cash Flow provide
useful information to investors as measures of comparison with peer
companies, including companies that may have different financing and
capital structures. The presentation of Adjusted EBITDA and
Distributable Cash Flow also allows investors to view our performance in
a manner similar to the methods used by management and provides
additional insight into our operating results.

There are material limitations to using measures such as Adjusted EBITDA
and Distributable Cash Flow, including the difficulty associated with
using either as the sole measure to compare the results of one company
to another, and the inability to analyze certain significant items that
directly affect a company's net income or loss or cash flows. In
addition, our calculations of Adjusted EBITDA and Distributable Cash
Flow may not be consistent with similarly titled measures of other
companies and should be viewed in conjunction with measurements that are
computed in accordance with GAAP, such as gross margin, operating
income, net income, and cash flow from operating activities.

Definition of Adjusted EBITDA

The Partnership defines Adjusted EBITDA as total partnership earnings
before interest, taxes, depreciation, amortization and other non-cash
items, such as non-cash compensation expense, gains and losses on
disposals of assets, the allowance for equity funds used during
construction, unrealized gains and losses on commodity risk management
activities, non-cash impairment charges, loss on extinguishment of debt,
gain on deconsolidation of our Propane Business and other non-operating
income or expense items. Unrealized gains and losses on commodity risk
management activities include unrealized gains and losses on commodity
derivatives and inventory fair value adjustments (excluding lower of
cost or market adjustments). Adjusted EBITDA reflects amounts for less
than wholly owned subsidiaries based on 100% of the subsidiaries'
results of operations and for unconsolidated affiliates based on the
Partnership's proportionate ownership.

Adjusted EBITDA is used by management to determine our operating
performance and, along with other financial and volumetric data, as
internal measures for setting annual operating budgets, assessing
financial performance of our numerous business locations, as a measure
for evaluating targeted businesses for acquisition and as a measurement
component of incentive compensation.

Distributable Cash Flow is used by management to evaluate our overall
performance. Our partnership agreement requires us to distribute all
available cash, and Distributable Cash Flow is calculated to evaluate
our ability to fund distributions through cash generated by our
operations.

(c) The Partnership has presented Adjusted EBITDA and Distributable Cash
Flow in previous communications; however, the Partnership changed its
definition for these non-GAAP measures in the quarter ended December 31,
2012 to reflect less than wholly-owned subsidiaries on a fully
consolidated basis. Previously, the Partnership presented less than
wholly-owned subsidiaries on a proportionate basis. The Partnership
believes that with this change, Adjusted EBITDA and Distributable Cash
Flow more accurately reflect the Partnership's operating performance and
therefore are more useful measures. This change has been applied
retroactively to all periods presented. See “Non-GAAP Measures”
available on the Partnership's website at www.energytransfer.com
for the reconciliation of net income to Adjusted EBITDA for recent prior
periods reflecting the changes described above.

(d) For the three months ended December 31, 2012, cash distributions to
be paid to the partners of ETP consist of cash distributions paid on
February 14, 2013 in respect of the quarter ended December 31, 2012. For
the three months ended December 31, 2011, cash distributions to be paid
to the partners of ETP consist of cash distributions paid on February
14, 2012 in respect of the quarter ended December 31, 2011.

For the year ended December 31, 2012, cash distributions to be paid to
the partners of ETP consist of cash distributions paid on May 15, 2012
in respect of the quarter ended March 31, 2012, cash distributions paid
on August 14, 2012 in respect of the quarter ended June 30, 2012, cash
distributions paid on November 14, 2012 in respect of the quarter ended
September 30, 2012 and cash distributions paid on February 14, 2013 in
respect of the quarter ended December 31, 2012. For the year ended
December 31, 2011, cash distributions to be paid to the partners of ETP
consist of cash distributions paid on May 16, 2011 in respect of the
quarter ended March 31, 2011, cash distributions paid on August 15, 2011
in respect of the quarter ended June 30, 2011, cash distributions paid
on November 14, 2011 in respect of the quarter ended September 30, 2011
and cash distributions paid on February 14, 2012 in respect of the
quarter ended December 31, 2011.

(e) For the three months and year ended December 31, 2012, cash
distributions to ETE in respect of Holdco consist of cash distributions
paid on February 13, 2013 in respect of the quarter ended December 31,
2012.

(f) Cash distributions to Regency in respect of Lone Star consist of
cash distributions paid on a monthly basis, one month in arrears. The
amounts reflected above are in respect of the periods then ended,
including payments made in arrears subsequent to period end.

(g) For the three months and year ended December 31, 2012, cash
distributions to be paid to the partners of Sunoco Logistics consist of
cash distributions paid on February 14, 2013 in respect of the quarter
ended December 31, 2012.

Summary Analysis of Quarterly Results by Segment

(Tabular dollar amounts are in millions)

Three Months EndedDecember 31,

2012

2011

Segment Adjusted EBITDA

Intrastate transportation and storage

$

131

$

153

Interstate transportation and storage

306

107

Midstream

103

115

NGL transportation and services

54

48

Investment in Sunoco Logistics

219

—

Retail Marketing

109

—

All other

29

72

Elimination

(3

)

(2

)

$

948

$

493

Subsequent to the Sunoco Merger and Holdco Transactions in October 2012,
our reportable segments changed, as follows:

Interstate Transportation and Storage segment now includes Southern
Union's transportation and storage operations;

Midstream segment now includes Southern Union's gathering and
processing operations;

All Other now includes the investments and operations identified under
the segment table below.

Our segment results were presented based on the measure of Segment
Adjusted EBITDA. We previously reported segment operating income as a
measure of segment performance. We have revised certain reports provided
to our chief operating decision maker to assess the performance of our
business to reflect Segment Adjusted EBITDA. Segment Adjusted EBITDA
reflected amounts for less than wholly owned subsidiaries and
unconsolidated affiliates based on our proportionate ownership. We have
recast the presentation of our segment results for the prior years to be
consistent with the current year presentation. The tables below identify
the components of Segment Adjusted EBITDA, which was calculated as
follows:

Gross margin, operating expenses, and selling, general and
administrative. These amounts represent the amounts included in
our consolidated financial statements that are attributable to each
segment.

Unrealized gains or losses on commodity risk management activities.
These are the unrealized amounts that are included in gross margin.
These amounts are not included in Segment Adjusted EBITDA; therefore,
the unrealized losses are added back and the unrealized gains are
subtracted to calculate the segment measure.

Non-cash compensation expense. These amounts represent the
total non-cash compensation recorded in operating expenses and
selling, general and administrative. These amounts are not included in
Segment Adjusted EBITDA and therefore are added back to calculate the
segment measure.

The components of our intrastate transportation and storage segment
gross margin were as follows:

Three Months EndedDecember 31,

2012

2011

Transportation fees

$

129

$

151

Natural gas sales and other

27

—

Retained fuel revenues

24

25

Storage margin, including fees

34

24

Total gross margin (1)

$

214

$

201

(1) Gross margin included unrealized gains and losses on
commodity risk management activities, which were excluded from the
Segment Adjusted EBITDA calculation, as reflected above.

The decrease in transportation fees was attributable to a decrease in
transported volumes as a result of less favorable market conditions and
the cessation of certain long-term transportation contracts. The
increase in our storage margin was principally driven by gains on
settled derivatives.

Segment Adjusted EBITDA. Southern Union's transportation and
storage business recognized revenues of $205 million for the three
months ended December 31, 2012. In addition Tiger pipeline revenues
increased due to incremental reservation fees related to the Tiger
pipeline expansion. These increases were offset slightly by a decrease
in operational gas sales on the Transwestern pipeline.

Adjusted EBITDA Related to Unconsolidated Affiliates. Adjusted
EBITDA related to unconsolidated affiliates increased primarily due to
our acquisition of a 50% interest in Citrus which contributed $65
million during the three months ended December 31, 2012.

Segment Adjusted EBITDA. Segment Adjusted EBITDA for the
midstream segment decreased due to increases in operating expenses and
selling, general and administrative expenses primarily due to the
consolidation of Southern Union's gathering and processing operations
effective March 26, 2012. These increased expenses were offset by
increases in gross margin, as follows:

Three Months EndedDecember 31,

2012

2011

Gathering and processing fee-based revenues

$

101

$

70

Non fee-based contracts and processing

73

70

Other

(2

)

(3

)

Total gross margin

$

172

$

137

Our fee-based revenues increased due to additional volumes from
production in the Eagle Ford Shale and additional volumes related to
Southern Union's gathering and processing segment. Non fee-based gross
margins decreased primarily due to lower NGL prices, partially offset by
incremental non-fee based revenue recognized in connection with the
consolidation of Southern Union's gathering and processing business.

While overall our midstream gross margin is up due to increases in
volumes associated with the system primarily from our gathering and
processing fee-based revenues and the consolidation of Southern Union
gathering and processing operations, this increase was offset by
declines in the composite price of NGL's during the three months ended
December 31, 2012 compared to 2011.

Volumes. The volumes reflected above represent average daily
volumes for the period. NGL transportation volumes increased as compared
to the same period in the prior year primarily due to an increase in
volumes transported on our wholly-owned and joint venture NGL pipelines
originating from our La Grange and Chisholm processing plants as a
result of more production from the Eagle Ford area. The Lone Star West
Texas Gateway NGL pipeline was placed into service in late December
2012, but did contribute significantly to the transported volumes for
the three months ended December, 31, 2012.

The components of our NGL transportation and services segment gross
margin were as follows:

Three Months EndedDecember 31,

2012

2011

Storage revenues

$

32

$

35

Transportation revenues

28

12

Processing and fractionation revenues

18

20

Total gross margin

$

78

$

67

Segment Adjusted EBITDA increased primarily due to the Freedom, Liberty,
Gateway, and Justice pipelines being placed in service in 2012.

Our retail propane and other retail propane related operations prior
to our contribution of those operations to AmeriGas Partners, L.P.
("AmeriGas") in January 2012. Our investment in AmeriGas was reflected
in the other segment subsequent to that transaction;